HomeMy Public PortalAbout19-9629 Lease Amendement with Arts Academy of Excellence Sponsored by: City Manager
RESOLUTION NO. 19-9629
A RESOLUTION OF THE CITY COMMISSION OF THE
CITY OF OPA-LOCKA, FLORIDA, AUTHORIZING THE
CITY MANAGER TO EXECUTE A LEASE AMENDEDMENT
(EXHIBIT "B") WITH ARTS ACADEMY OF EXCELLENCE,
INC., TO OCCUPY SPACE AT 780 FISHERMAN STREET ;
PROVIDING FOR INCORPORATION OF RECITALS;
PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS; Arts Academy of Excellence, Inc., desires to amend its current
lease (EXHIBIT "A") for space at 780 Fisherman Street; and
WHEREAS, The City, as landlord, has a duty to secure suitable tenants for
occupancy at 780 Fisherman Street; and
WHEREAS, The City and Arts Academy of Excellence mutually desire to
amend the current lease (Exhibit"B") for space at 780 Fisherman Street.
NOW THEREFORE BE IT RESOLVED THAT THE CITY COMMISSION
OF THE CITY OF OPA LOCKA, FLORIDA:
Section 1. The recitals to the preamble herein are incorporated by reference.
Section 2. The City Commission hereby authorizes the City Manager execute
a lease amendment (Exhibit "B") with Arts Academy of Excellence, Inc. for
space at 780 Fisherman Street..
Section 3. This Resolution shall take effect immediately upon adoption.
PASSED AND ADOPTED this 13th day of March, 2019.
Matthew A. Pigatt
Mayor
Resolution No. 19-9629
Attest to: Approved as to form and legal sufficiency:
0 Ij 4G)A..
Joaina Flores Vincent T. Brown, Esq.
Ci v Clerk The Brown Law Group, LLC
City Attorney
Moved by: COMMISSIONER KELLEY
Seconded by: COMMISSIONER BURKE
Commissioner Vote: 4-0
Commissioner Kelley: YES
Commissioner Bass: YES
Commissioner Burke: YES
Vice Mayor Davis: ABSTAIN
Mayor Pigatt: YES
opp.�oc
City of Opa-Locka
Agenda Cover Memo
Department Department
Director: Director Signature:
City Manager: Newall J. Daughtrey CM Signature:
Commission Item Type: Resolution Ordinance Other
Meeting Date: X
(EnterX in box)
03.13.2019
Fiscal Impact: Ordinance Reading: 1st Reading 2nd Reading
(EnterX in box) Yes No (EnterX in box)
X Public Hearing: Yes No Yes No
(Enter X in box) x X
Funding Source: (Enter Fund& Advertising Requirement: Yes No
Account#: Dept) (Enter X in box)
Ex:
Contract/P.O. Yes No RFP/RFQ/Bi#:
Required:
(Enter X in box)
Strategic Plan Yes No Strategic Plan Priority Area: Strategic Plan Obj./Strategy:
Related X Enhance Organizational 0 (list the specific objective/strategy this
(EnterX in box) Bus.&Economic Dev El item will address)
Public Safety
Quality of Education
Qual.of Life&City Image El
Communication CI _
Sponsor Name City Manager Department: City Manager
Short Title:
A resolution authorizing the City Manager to execute a lease amendment with Arts Academy of Excellence, Inc. for
Suite 210 at 780 Fisherman Street.
Staff Summary:
Arts Academy of Excellence currently lease the entire 2nd Floor at 780 Fisherman Street, however over the past two
years the student enrollment has been one-third of the initial projections and plans established. Due to the current
amount of students enrolled, staff is recommending amending the current agreement to reduce the amount of
space leased to be in alignment with the student revenue.Staff is requesting approval to amend the lease to reduce
the amount of space and lower the base rent amount,in addition to extending the lease for two(2)additional years.
The City of Opa-locka would like to assist Arts Academy of Excellence with maintaining the current student
enrollment, if not increasing it and also see them provide a great level of education to the students. If the student
enrollment increases to 100 students,the rent will be increased to $12.50 per sq. ft.
Proposed Action:
The City Manager recommends approving this resolution so the school can remain operational.
Attachment:
Draft Lease Amendment
Original Lease Agreement
Lease Amendment
Arts Academy of Excellence
A. LANDLORD: City of Opa-locka
780 Fisherman Street
Opa-locka, Florida 33054
B. TENANT: Arts Academy of Excellence, Inc.
C. ADDRESS OF 780 Fisherman Street, Ste. 210
LEASED PREMISES: Opa-locka, Florida 33054
D. LEASED PREMISES:
5,466 rentable sq. ft.
E. RENT: Base rent is $8.00 per sq. ft. The rent shall be $3,644.00 per
month. Tenant is also responsible for paying their Proportionate
Share which is 4.66%($169.81) of the monthly rent.
1
On May 11, 2016 a Lease Agreement ("Lease") was entered into by and between the City of Opa-
locka,a Florida municipal corporation,and Arts Academy of Excellence, Inc.,a Florida corporation,
for the premises located in a portion of the second floor of the building at 780 Fisherman Street in
the City of Opa-locka. Upon the signatures of their authorized agents below the parties hereby agree
to amend the lease entered into on October 15, 2017.
1. This Lease Amendment shall be extended from June 30, 2019 to June 30, 2021.
2. "Exhibit A" of the Lease is hereby replaced in its entirety with a substitute "Exhibit A" a
true copy of which is attached hereto and made a part hereof with this reference.
3. Section 1.1.10 of the Lease is hereby replaced with a new Section 1.1.10 which reads in its
entirety as follows:
1.1.10—RENTABLE FLOOR AREA OF TENANT'S SPACE: 5,466 square feet
4. Section 1.1.17 of the Lease is hereby replaced with a new Section 1.1.1 which reads in its
entirety as follows:
1.1.17—MONTHLY BASE RENT:
A. This lease is hereby amended to revise the tenant's base rent and extend the lease
agreement for an additional two (2) years. Effective April 1, 2019 and ending with the
Term Expiration Date (June 30, 2021) the monthly rent shall be Three Thousand Six
Hundred Forty Four Dollars $3,644.00, which is $8.00 per sq. ft. Tenant is also
responsible for paying its Proportionate Share which is 4.66% of the common area
maintenance cost which is($169.81) per month.
B. Arts Academy of Excellence school currently service 50 students, however if the
enrollment increases to 100 students then the rent will also increase to $12.50 per sq. ft.
C. All Rental amounts will be taxed at the applicable tax rate of seven percent(7%), unless
Tenant is a verified Tax Exempt entity.
5. Authority to Execute. The parties each warrant and represent to the other that the individuals
signing this Lease Amendment on their behalf have full power and authority to execute and deliver
the Lease Amendment and to bind the respective parties hereto.
IN WITNESS WHEREOF, the parties hereto agree to the above terms and have caused this Lease
Amendment to be executed in their names by their duly authorized officers.
2
Witnesses CITY OF OPA-LOCKA
By:
Signature
Print Name and Title
Witnesses ARTS ACADEMY OF EXCELLENCE
By:
Signature
Print Name and Title
As to Legal Sufficiency & Form
City Attorney
City of Opa-locka, FL
Vincent T. Brown
The Brown Law Group, LLC
3
Third Lease Amendment
On May 11, 2016 a Lease Agreement ("Lease") was entered into by and between the
City of Opa-locka, a Florida municipal corporation, and Arts Academy of Excellence,
Inc., a Florida corporation, for the premises located in a portion of the second floor of
the building at 780 Fisherman Street in the City of Opa-locka. The Lease has subse-
quently been amended twice. Upon the signatures of their authorized agents below the
parties hereby agree to amend the Lease for a third time.
1. This Third Lease Amendment shall take effect on October 15, 2017 ("Third
Amendment Effective Date")
2. "Exhibit A" of the Lease is hereby replaced in its entirety with a substitute"Exhibit
A"a true copy of which is attached hereto and made a part hereof with this reference..
3. Section 1.1.10 of the Lease is hereby replaced with a new Section 1.1.10 which
reads in its entirety as follows;
1.1.10-RENTABLE FLOOR AREA OF TENANTS SPACE: 12,309 square feet
3. Section 1.1.17 of the Lease is hereby replaced with a new Section 1.1.17 which
reads in its entirety as follows:
1.1.17-MONTHLY BASE RENT:
A. For the period of time starting with the Term Commencement Date
(May 15, 2017) and ending on the Third Amendment Effective Date (Octo-
ber 15, 2017) the monthly rent shall be twelve thousand six hundred six-
teen dollars and 04/00 cents($12,616.04), which Is$17.50 per sq. ft.
B. Starting with the Third Amendment Effective Date (October 15,
2017) and ending with the Term Expiration Date (June 30, 2019) the
monthly rent shall be seventeen thousand nine hundred fifty dollars and
63/100 cents ($17,950.63) which is 17.50 per sq. ft. Because the Term
Expiration Date (June 30, 2019) does not fall on a monthly anniversary of
the Term Commencement Date the rent payable for the final 15 days of
the initial Term shall be$8,975.31.
C. All Rental amounts will be taxed at the applicable tax rate of seven
percent(7%), unless Tenant is a verified registered Tax Exempt entity).
4. Authority to Execute. The parties each warrant and represent to the other that
I
the individuals signing this Third Lease Amendment on their behalf have full power and
authority to execute and deliver the Lease Amendment and to bind the respective par-
ties hereto.
IN WITNESS WHEREOF, the parties hereto agree to the above terms and have
caused this Lease Amendment to be executed in their names by their duly authorized
officers.
t4i s CITY OF OPA-LOCKA
By: 0A5-14.)-4.-"
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print name and title
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Sponsored by:City Manager
RESOLUTION NO.17-9413
A RESOLUTION OF THE CITY COMMISSION OF THE CITY
OF OPA-LOCKA, FLORIDA, AUTHORIZING THE CITY
MANAGER TO EXECUTE A THIRD LEASE AMENDMENT
WITH ARTS ACADEMY OF EXCELLENCE, INC., IN A FORM
THAT IS ACCEPTABLE TO THE CITY ATTORNEY,
ALLOWING THE TENANT TO INCREASE ITS RENTAL
SPACE FROM 8,651 SQUARE FEET TO 12,309 SQUARE FEET
EFFECTIVE OCTOBER 15, 2017; PROVIDING FOR
INCORPORATION OF RECITALS; PROVIDING FOR AN
EFFECTIVE DATE.
WHEREAS, Arts Academy of Excellence, Inc. currently leases space in Town
Center One,780 Fisherman Street,2"d Floor in the City of Opa-Locka;and
WHEREAS, Arts Academy of Excellence, Inc. wants to increase its current rental
space, at its current rate of$17.50 per square foot, thereby increasing its monthly rental
payment from$12,616.04 to$17,950.63;and
WHEREAS, the City Commission of the City of Opa-Locka desires to authorize the
City Manager to execute a third lease amendment in substantially the form attached hereto as
Exhibit A, with Arts Academy of Excellence, Inc., allowing the tenant to increase its rental
space.
NOW THEREFORE BE IT RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF OPA LOCKA,FLORIDA:
Sec tion 1.The recitals to the lease agreement herein are incorporated by reference.
Section 2. The City Commission of the City of Opa-Locka hereby authorizes the City
Manager to execute a third lease amendment with Arts Academy of Excellence, Inc.,
in a form that is acceptable to the City Attorney,allowing tenant to increase its rental
space.
Section 3.This Resolution shall take effect immediately upon adoption,and is subject
to the approval of the Governor or the Governor's Designee.
PASSED AND ADOPTED this 20th day of September, 2017.
Resolution No. 17-9413
/
11
aL.T• for
ayor
Atte to: Approved as to form and legal sufficiency:
X19 J 'li rt.!l.A,
Jo: fl!a Flores Vincent T.Brown,Esq.
Ci lerk The Brown Law Group,LLC
City Attorney
Moved by: VICE MAYOR KELLEY
Seconded by: COMMISSIONER RILEY
Commissioner Vote: 5-0
Commissioner Holmes: YES
Commissioner Riley: YES
Commissioner Pigatt: YES
Vice Mayor Kelley: YES
Mayor Taylor: YES
Lease Amendment
On May 11, 2016 a Lease Agreement ("Lease") was entered into by and between the City of
Opa-locka, a Florida municipal corporation, and Arts Academy of Excellence, Inc., a Florida
corporation for the premises on the second floor of the building at 780 Fisherman Street in the
City of Opa-locka. Upon the signatures of their authorized agents below the parties amend the
Lease as follows:
A. Section 1.1.14 of the Lease is hereby amended and replaced in it's entirety. The new
Section 1.1.14 reads, in whole, as follows:
1.1.14 TERM "COMMENCEMENT DATE": May 15, 2017
B. Section 1.1.15 of the Lease is hereby amended and replaced in it's entirety. The new
Section 1.1.15 reads, in whole, as follows:
1.1.15 TERM "EXPIRATION DATE": June 30, 2019. The City shall inquire of Tenant's
plan to re-lease the space on or before May 1, 2019.
C. Authority to Execute. The parties each warrant and represent to the other that the indi-
viduals signing this Lease Amendment on their behalf have full power and authority to execute
and deliver the Lease Amendment and to bind the respective parties hereto.
IN WITNESS WHEREOF, the parties hereto agree to the above terms and have caused this
Lease Amendment to be executed in their names by their duly authorized officers.
Witnesses CITY OF OPA-LOCKA
By: ;p& /iroofd
-I�C�(�� $ a)
ri name and title
Wit s es ARTS ACADEMY OF EXCELLENCE, INC o\Lteit..,
L
1 / \ ' CJ/ By.
� 4 ��z � signat re
L rt !3/i21 1} 4va ��
print name and title
Yl f�
LEASE AGREEMENT
DATE OF LEASE COMMENCEMENT;
As of July 1,2016
ARTICLE t
REFERENCE DATA
1.1 SUBJECTS REFERRE TO:Each reference in this Lease to any of the following
terms shall incorporate the data stated for that subject inthis Section 1.1
1.1.1 LANDLORD:THE CITY OF OPA-LOCKA,FLORIDA
1.1.2 MANAGING AGENT: NONE AT PRESENT
1.1.3 LANDLORD'S REPRESENTATIVE: OFFICE OF CITY ATTORNEY
1.1.4 TENANT:ARTS ACADF24Y OF EXCELLENCE,INC.
1.1,5 TENANT'S ADDRESS (FOR NOTICE & BILLING): The Premises or,
prior to Tenant occupying the Premises, 780 Fisherman Street,Suite Opa-Locka,Florida
33054
1.1.6 TENANT'S REPRESENTATIVE: [(Ti s 2110 `�.►� O,psl
1.1.7 BUILDING: Town Center I—780 Fisherman Street Opa locks,FL 33054
1.1.8 LOT: The parcel of land at 780 Fisherman Street,Opa-locka, Florida
33054,on which the Building is located
1.1.9 TENANT'S SPACE: Suitable location within the Building, constituting
8,651 square feet. The Tenant Space is more particularly described in Exhibit A which is attached
hereto.
� I
1.1.10 RENTABLE FLOOR AREA OF TENANTS SPACE: 8651 square feet
1.1.11 TOTAL RENTABLE FLOOR AREA OF THE BUILDING:78,488
square feet
1.1.12 TENANT'S PROPORTIONATE SHARE. 11%
� I
1.1,13 EFFECTIVE DATE: July 1,2016
Arts Academy of Excellence Lease July 1,2016 1
Tenant Landlord
1
1.1.14 TERM COMMENCEMENT DATE:July I,2016
1.1.15 TERM EXPIRATION DATE: The last clay of the month that is twenty-
four(24)full calendar months after the first day of the calendar month after the twenty
Date,which is June 30,2018. The City shall inquire of Tenant's Commencement
space on or
before May 1,2018. plan to re-lease the space on or
1.1.16 TERM: Two(2) years
1.1.17 ANNUAL AND MONTHLY RASE RENT INSTALLMENTS:
rent shall be Twelve T Si x Homed Sixteen Dollars and 04/00 Cents(S12,616.04),whit Monthly
$17.50 per sq. 8, 0151,392.50 per yam)divided by I2. (All Rental will which e
applicable tax late ofseven percent(7% unless Tenant is a v w be taxed at the
registered Tax Exempt entity).
1.1.18 INTENTIONALLY LEFT BLANK
1.1.19 SECURITY DEPOSIT:
SCCJttrt a •• yA ki�ga--o Month's BaseRenc
1.120 ' h r ;o r y.; e i •w - i"NUN ill -}� t ,4},z•commence
dame
1.1.21 BROKERS: None
s� t
d.2
FaiIBITS AND cmiz n ES: The exhibits and
Section are incorporated this Lease schedules listed below in this
by reference and are to be construed as ps of this Lease.
EXHIBIT A: Arts Academy of Excellence Floor Plan
ITT B: Rules and Regulations
SCHEDULE 3.1: Work Letter
ARTICLE 2
2.1 ggjair
Landlord leases to Tenant, Subject to and with the benefit of the provisions of this Lease
Landlord d the Lot, Tenant teases from Landlord, Tenant's Space
t, excluding exterior faces of Fie and building
service fixtures and exterior walls,the common facilities and building
equipment serving exclusively or in common other parts of Tenant's Space,with such exclusions,is referred to in this instrument as the"�m-�.„ Lot Buhe ding.
and the Building are sometimes referred to in this instrument as the "Property."
Arts Academy of Excellence Lease July 1,2016 2
211 Tenant shalt have, as appurtenant to the Premises, the right to use in
common with others entitled thereto,subject to reasonable rules of general applicability to tenants
of the Building from time to time made by Landlord of which Tenant is given notice,common
facilities included in the Building or on the Lot,including use of the parking areas,as set forth
below to the extent from time to time designated by Landlord and the Building and service fixtures
and equipment serving the Premises.
212 Tenant shall have use of the parking areas provided for the common use of all
tenants and their guests,subject to rules and regulations which may be promulgated by Landlord from
time to time.
213 Landlord reserves the right from time to time,without unreasonable interference
with Tenant's use, (a)to install,repair,Kralove,use,maintain and relocate for service to the Premises
anto other parts of the Building, service fixtures and equipment wherever located in the Building
(b)to alter or relocate any other common facility,including the parking areas,provided that
substitutions are substantially equivalent or better.
2:2 MN:To have and to hold for the term beginning on the Commencement Date
and ending on the Expiration Date(the"Term"),unless sooner terminated.as provided in Section
7.1 or in Article 9.See Section 43 below relative to the Rent Commencement Date.
ARTICLE 3
CONSTRUCTION
3.1 DELIVERY OF PREMISES:Landlord shall deliver the Premises to Tenant with the
Premises finished as described in Schedule 3.1.
32 ACCESS: Landlord shall permit Tenant access for installing equipment and
furnishings in the Premises prior to the Commencement Date when such installation can be done
without material interference with remaining work.Such access shall be subject to the provisions
of this Lease, except for payment of Base Rent. Tenant shall indemnify and save Landlord
harmless from and against any and all direct or indirect,expected or unexpected loss, liability,
damage, cost and expense, including without limitation attorneys' fees and costs,claimed
for or actually arising from,growing out of or related to any act,negligence or failure to act of
Tenant or anyone entering the Premises or Building with Tenant's permission. The provisions
of this Section shall survive the termination of this Lease.
3.3 GENERAL PROVISIONS APPLICABLE TO CONSTRUCT ON: All construction
work required or permitted by this Lease, whether by Landlord or by Tenant,and workmanlike manner and in compliance with all applicable laws and all lawful ordinances,
regulations and orders of governmental authority and insurers of the Building.Either
fin►& party may inspect
Arts Academy of Excellence Lease July 1,2016 3
the work of the other at reasonable times and shall promptly give notice of observed defects. Landlord
shall have no further obligation to fund or complete consttuctiorr work once the landlord's obligations
contained in Section 3.1 have been fulfilled.
3.4 REPRESENTATIVES:Each party authorizes the other to rely in connection with their
respective rights and obligations under this Article 3 upon approval and other actions on the party's
behalf by Landlord's Representative in the case of Landlord or Tenant's Representative in the case of
Tenant or by any person designated in substitution or addition by notice to the relying party.
3.5 TENANT ALTERATIONS: Tenant shall not make any changes or alterations to the
Premises without
structural changes Landlord's prior writ. consent; and shall not in any event make unauthorized
Building or Premises or changes or additions to the heating and air conditioning or other systems of the Building,consent to which '
landlord in its sole discretion. Landlord may be withheld by
may require Tenant to provide demolition and/or lien and
completion bonds in form and anrarmt satisfactory to Landlord. All Tenant alterations shall be
accomplished in a good and worms mama at Tenant's sole expense,in oonformity will all
Applicable Laws, by a licensed and bonded contractor approved in.advance by Landlord, such
approval not to be umeasombly withheld or delayed. Upon completion of any such work,Tenant shall
provide Landlord with"as burin"plans,copies of all construction contracts,and of of
all labor and materials. Tenant proof payment for
Any alteaatlens to the Premises made by or installed by either party
hereto will remain upon and be surrendered with the Premises and become the property of Landlord
upon the expiration or earlier termination of this Lease without credit to Tenant;provided,however,
Landlord,at its option, may require Tenant to remove any additions and/or repair any alterations to
restore the Premises to the condition existing at the time Tenant took possession, with all costs of
removal or alterations to be borne by Tenant. This clause will not apply to moveable equipment,
fumiture or moveable trade fixtures owned by Tenant if(a) such equipment, furniture and trade
fixtures are not then subject to any other rights, bens and interests of
fi
then in default. ord, (b)Tenant is not
3.6 NO LIENS:Tenant shall pay promptly,when due,the entire cost of any work done on
the Premises by Tenant, its agent, employees or independent ccsmactors. Tenant shall hatre no
authority or power, expo or implied, to create or cue any construction lien or mechanics'or
materialmea'a lien or claimofany kind assault the Premises.the
will promptly cause any such liens or claims to be or any portion thereof,Tenant
thirty(30)days idler by payment,bonding or otherwise within
request by Landlord, will indemnify' .Landed against losses arising out
of any such claim including, without limitation, legal fees and court costs,
NOTICE IS HEREBY GIVEN THAT LANDLORD WILL NOT BE LIABLE FOR ANY
LABOR, SERVICES OR MATERIAL FURNISHED OR TO BE FURNISHED TO TENANT,
OR TO ANYONE HOLDING THE PREMISES THROUGH OR UNDER TENANT,AND THAT
NO MECHANICS OR OTHER LIENS FOR ANY SUCH LABOR,
MATERIALS WILL ATTACH TO OR AFFECT THE INTEREST OF LANDLORD IN THE
PREMISES. TENANT WILL DISCLOSE THE FOREGOING PROVISIONS TO ANY
CONTRACTOR ENGAGED BY TENANT PROVIDING LABOR,SERVICES OR MATERIAL
TO THE PREMISES.
Arts Academy of Excellence Lease July 1,2016 4
ARTICLE 4
RENT
4.1 RENT: Tenant agrees to pay, without any offset or reduction whatsoever, to
Landlord fixed rent equal to one twelfth(1/12)of the annual installments of Base Rent in equal
installments as described in Section 1.1.17 above, in advance on the .first day of each calendar
month of the Term,beginning on the first day of the first(1st)full calendar month. The Base Rent
shall be applicable for the Tern commencing on the Tema Commenhcenhent Date (the "Rent
Commencement Date").Base Rent for a first or last,partial month shall be prorated and the first
or last Lease Year shall, if so applicable,be greater than 12 months.Tenant shall pay,with each
payment of Rent,all sales and other applicable taxes which may be due or payable thereon.
4.2 OPERATING COSTS AND TAXES;ESCALATION:
4.2.1 As used in this Section,these words and tears shall have the following
meanings:
(a) "Base Year"shall mean the twelve(12)month period commencing on the
Term Cotnmencnnent Date.
(b) "Operating Costs"shall mesa all costs incurred and expenditures made by
Landlord in the operation and management of the Building and the Lot, including management
and maintenance ofthe parking areas,exclusive of Financing expenses,as determined in accordance
with generally accepted principles. Operating Costa include, without limitation, the
cost
caning, security and janitorial service (including costs of materials and equipment);
maintenance and repairs to the Property(including debris, landscaping,repair of heating and air
conditioning equipment, elevator maintenance and maintenance of other Building components);
payments under all service conttacts relating to the operation and maintenance of the Property,
management fees; wages, salaries; benefits, payroll taxes and unemployment compensation
insurance for employees of Landlord or any contractor of Landlord engaged in the cleaning,
operation,maintenance or security of the Property; insurance relating to the Property;legal fees
related to the management of tenants and operations of the Proper%auditing expenses;any capital
expenditure made by Landlord following the Commencement Date for the purpose of inducing
other operating expenses or complying with any governmental requirement so long as
such expenditure is amortized in accord with generally accepted accounting principles, provided
however,that no other capital expenditure shalt be deemed an Operating Cost for purposes hereof;
payments other than Taxes(as hereinaf e r defined) (including, but not limited to,water and sewer
charges,special assessments and other tuner fees),supplies and all other expenses customarily incurred
in connection with the operation of buildings similar to the Building. Operating Costs for the first
year of this lease shall be eleven percent(1 1%)of the total Operating Costs for the Property itself
The Landlord shall pnvide the Tenant with an invoice for its share of the Operating Costs(including
any increases related thereto)within ten(10)days after the end of the Base Year. The payment for
the Operating Costs shall be considered to be an addition to the Base Monthly Rent and shall be due
Arts Academy of Excellence Lease July 1,2016 5
the month foflowing the Landlord's invoice. Each year thereafter, the
submitted in the same manner;and the payment thereof small be due accordingly. Costs shall be
(c) "Taxes" shall mean all payments, all taxes,assessed or imposed by any l�verltmanal or regulate l , assessments r against and betterments Property
or payments in lieu therefor, l:g at Y authority O1'amt the h'unperty
taxes, however any time the T� any tax or excise on rents or other
hereunder,either es are levied or assessed against Landlord with respect to the rant reserved
or wholly partially in substitution for real estate taxes assessed or levied on the
Property, payer in lieu thereof such tax or excise on rents shall be included in Taxes;
however, Taxes shall not include franchise, estate,
income or excess profits taxes assessed on Landlord. succession, capital levy, transfer,
(d)writing signed by',audited settiog"Operating Cost Escalation Statement" shall mean statements in
forth the amounts payable by Tenant for a specified calendar year
or other cogitation period pursuant to this Section.
(e) "Tax Escalation Statements" shall mean statements in writing
Landlord setting forth the amounts payable by Tenant for a specified calendar year o�oth r
computation period pursuant to this Section.
(1) "Tenant's Proportionate Share" shall mean the percentage shown in
Section 1.1.12 above. Tenant's Pt oportionate Share shall be subject to
as and if the gross rentable square footage of either the.P eB or from ch time to time
Property is a project and Building pest If the
is not assessed�or c� any t�expense,insurance ��" '�o�G1��8 Cost
as a whole, Landed shall s�determine the Building,ban h is aatng against
i the gproperty
Tenant p of such Upeeatutg Costs ate to
4.2.2 Commencing with the first calendar
shall pay to Landlord an amount: mom ate the end of the Base Year,Tenant
equal to Tenant's Proportionate Share of the Taxes any increase
in the Taxes over the Base Year Taxes(the "Tax Coat Excess
shall be estimated by Landlord and due in monthly } Such amount or amounts
of Base Rent.At the end ofeach calendar installments,together with Tenant's payments
year,Landlord shall compute the actual Tax Cost Excess,
and shall inform Tenant.o€the amount in the Tax Escalation Sts
credit against its payment of any&t ore Tax Cost Excess for any overpay Tenant shall be given Cost a
Excess that shall have been paid up to the time of such a �y of Taxes Tax Cost
Tenant shall statement. hP Tenant has
Tenant shall 11 pay the balance due to Landlord within thirty (3p) days of the d the Tax
Statement,unless the statement is rendered at the end of the Term,in which case any
underpayment due Landlord will be paid by check at the time Tenant delivers the
Landlord,and any overpayment due Tenant will be If sus se
shall continue or terminate in the middle of a calendar promptly refunded by Landlord. If this Lease
portion of the Tax Cost Excess in respect of such calendar year shall be dable for only that
numerator of which is the number of clays of the Term which falll within�the d a fraction,the
denominator of which is three hundred sixty-five(365). calendar year and the
Arts Academy of Excellence Lease July 1,2016 6
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4.23 Commencing with the first calendar month after the end of the Base Year,
Tenant shall pay to Landlord an amount equal to Tenants Proportionate Share of any increase in
the Operating Costs over the Base Year Operating Costs(the "Operating Cost Excess"). Such
amount or amounts shall be estimated by landlord and due in monthly, together with Tenants
payments of Base Rte. At the end of each calendar year, Landlord shall compute the actual
Operating Cost Excess,and shall inform Tenant of the amount in the Operating Cost Escalation
Statement.Tenant shall be given a credit against its payment of any future Tax Cost Excess for any
overpayment of Operating Cost.Excess that shall have been paid up to the time of such statement.
If Tenant has underpaid,then Tenant shall pay the balance due to Landlord within thirty(30)clays
of the elate oldie Operating Cost Escalation Statement,unless the statement is rendered at the end
of the Tenn, in which case any underpayment due Landlord will be paid by check at the time
Tenant delivers the Premises to Landlord, and any overpayment due Tenant will be promptly
refunded by Landlord.If this Lease shall commence or terminate in the middle of a calendar year,
Tenant shall be liable for only that portion of the Operating Cost Excess in respect of such calendar
year represented by a fraction,the numerator of which is the number of clays of the Term which
fall within the calendar year and the denominator of which is three hundred sixty-five(365).
4.2.4 If, after Tenant shall have made any payment of Tax Cost Excess to
Landlord pennant to this Section,Landlord shall receive a refund of any portion of Taxes paid by
Tenant during the Term hereof as a result of abatement of such Taxes by legal proceedings,
settlement or otherwise, Landlord shall pay or credit to Tenant the Tenant's share of the refund
(less the proportional,pro rata expenses,including attomey's fees and appraiser's fees,incurred in
connection with obtaining any such refund),as related to Taxes paid by Tenant to Landlord with
respect to any portion of the Term for which a reftmd is obtained Tenant shall have no right to
seek or to control any abatement,dispute,or other proceedings with any other governmental agency
or entity.
4.2.5 Any disputes arising with respect to the amount of any payment due under
this Section shall, upon request by either party, be finally determined by a court of competent
jurisdiction in heami-Dade County, Florida. Tenant shall pay all of its costs and expenses of
litigation,and if said litigation determines that the amount stated in the Tax Escalation Statement
or Operating Cost Escalation Statement is not more than ten portent(10%)above the Tax Cost
Excess or the Operating Cost Excess,respectively,as billed to Tenant,Tenant shall also pay all of
Landlord's costs and expenses of litigation,including,without limitation, the fees of experts and
reasonable attorney.fees.Any obligation of Tenant under this Section whisk shall not have been paid
at the expiration of the Term shall survive such expiration and shall be paid when and as the amount
of same shall be determined together with interest thereon niche
prime rate of interest then currently
charged by Bank of America,N.A.(or,if applicable,its successors)plus 2%from the elate the sum
was first due to Landlord.
4.2.6 The additional rent required to be paid by Tenant under this Section,together
with the Base Rent and any other sums due Landlord under this Lease,is hereinafter collectively called"Rent"
Rent
Arts Academy of Excellence Lease July 1,2016 7
`fig ,
4.3 rahlEmAll payments of Rent shall be
as Landlord may from time to time designate. made to Landlord,or to such other person
4.4 LATE Laux01,4Emitlf any Base Rent or other
received y payment due under this Lease is not
by Landlord within ten (10)days of the due date of such payment,Tenant shall pay in
addition to such payment a late charge equal to the greater of 5%of the
due or Two Hundred Fifty Dollars and No Cents $250. payment Tenant is past
remain overdue for more than ten(10) ( �' any payment due from Tenant shall
from the date such amount was due until eu"dt shall accrue daily on the past due amount
lesser of eighteen percent(18%) p judgment is entered at a rate equivalent to the
( )per annum or the highest rate permitted by law. Interest on the
past due amount shall be in addition to and not in Iieu of the five percent(5%)or$250.00 late
charge or any other remedy available to Landlord.
4.5 F 1 RICITY Tenant shall pay for all electricity consumed in Tenant's Space. The
consumption shall be measured by an independent meter installed specifically for the Premises. The
meter shall be in the name of Tenant,who shall have sole responsibility for paying this expense
directly to the utility company.The consumption of electricity for common areas will be paid for by
Landlord, and shall be included in the Operating Costs.
4.6 a . This Lease shall be deemed and construed to be a "net lease" and
Tenant shall pay to Landlord,absolutely net throughout the term of this Lease;the Base Rent,and
otherpayments hereunder,free ofany charges,assessments,impositions or deductions of any kind
and without abatement deduction or set-off,other tharh as herein expressly,provided for,and under
no circumstances or conditions,whether now existing
present contemplation of the °!hereafter arising,or whether beyond the
of any kind whatsoever or parties,shall be expected or required to make any payment
otherwise expressly set forth. Y other obligation or liability hereunder except.as herein
ARTICLE 5
LAND OBL[GATIO is
5.1 1,,AN2LORU'� SERVLC S Dl G
the following during the Term. : Landlord shall perform
5.1.1 Building ^vices:Landlord will furnish the following services to Tenant,
the cost of which shall be included in Operating Costs:
(a) Cleaning of the common areas of the Building on Monday through
Friday, except for national, state and local holidays and for weekends, including holiday
weekends;
(b) Automatically operated passenger elevator service and water at those
points of supply provided for general use of its tenants;
Arts Academy of Excellence Lease July 1,2016 8
(c) Freight elevators on an as available" basis for incidental use by
Tenant;
(d) Maintenance and repair of the exterior of the Building and the
Building grounds,including shrubbery and the parking lot area;and
(e) Security service for the Building.
S.12 .
election,trough Landlord's etnpbyees or : Landlord shall furnish, solely at Landlord's
contractors, reasonable additional Building
operation services upon reasonable advance request of Tenant at equitable rates as from time to
time established by Landlord to be paid by Tenant
5.13 : Except as otherwise
such repairs to the t� exterior walls, floor slabs and common facilities 7of the Building as may
be necessary to keep them in serviceable condition.Et is agreed upon between Landlord and Tenant
that the Landlord shall be responsible for the maintenance and upkeep of the outside of the
conditioning and all repairs to the Leased Premises, including electrical, plumbing and air
within the Building, unless damage was caused by the direct or indirect
or fault of Tenant, its employees, agents or invitees, in which event Tenant shall be responsible said costs,_which Landlord may chap to Tenant as additional rent If the Leased Premises
become tenantable by reason of fire, windstorm or other events beyond the control of Tenant
or Landlord, then during such period the rental provided herein shall cease and be abated and the
Landlord shall have a reasonable time during which to make the required
Landlord elects not to rebuild or repair the Leased reP . or in the event
direction of the Landlord,then this Lease shall Premises,and be election shall be in the sole
threceupan cease and be deemed terminated.
5.2 OUiET ENJOYMENT: Landlord has the right to make this Lease and Tenant, on
paying the rent and performing its obligations hereunder,shall peacefully and
enjoy the Premises throughout the Tam widrant quietly have, hold and
Landlord.or anyone acting on behalf of Landlo any of hindrance or molestation from
hereof.Landlord shall not be liable to Tenant,which shall have no recourse ga against Landlord,and provisions raon
of interference with quiet enjoyment caused gainst Landhord,by reason
by other tenants.
5.3 INTERRUPTIONS:
53.1 Landlord shall not be liable to Tenant for any compensation or reduction of
Rent by reason of inconvenience or annoyance or for loss of business arising from power losses or
shortages or from the necessity of Landlord's entering the Premises for any of the purposes in this
Lease authorized,or for repairing the Premises or any portion of the Property.In case Landlord is
prevented or delayed from making any repairs, alterations or improvements, or furnishing any
service or performing any other covenant or duty to be performed on Landlord's part,by reason of
any cause reasonably beyond Landlord's control,Landlord shall not be liable to Tenant therefor,
nor shall Tenant be entitled to any abatement or reduction of rent by reason thereof,nor shall the
same give rise to a claim in Tenant's favor that such failure constitutes actual or constructive,total
Arts Academy of Excellence Lease July 1, 2016 9
or partial,eviction from the Premises.
532 Landlord reserves the right to stop any service or system reason of accident or emergency or until necessary completed.Ys�when in necessary
o
y repairs,Landlord will give Tenant reasonable have been completed, Eplate in case of
and will use reasonable efforts to avoid ummecess Mc adenie notice Tenant any by reason thereof
mY onvenience to Team by nasou thereof.
ARTICLE 6
TENANTS COVENANTS
6.1
and such further time as Tenant occupies 'Tenant covenants dining.the Term
ads. ° � Y part of the Premises, to do and pesfoltn the following
6.1.1 Trays Pay s :Tenant shall pay,when due,(a)all Base Rent and additions/
rent, (b)all taxes which may be imposed on Tenant's personal property in the Premises(including,
withoutt Tenant's fixtures and equipment) regardless to whomever assessed,(c)all sales
Y imposed on the payment by Tenant of Base Rent and/or additional rent due
hereunder, (d) all charges for telephone, electricity and other utility services (including
inspections therefor) rendered to the Premises ands y billed to T service
additional rent,all charges of Landlord rendered eparatet metered or ,and su as
due Landlord pursuant to Section 4.2 hereof and any other sums
pursuant to this Lease.
repair and condition, Repairs and Yielding Urn: Tenant shall keep the good order,reasonable wear only cep Premises in ,
Tenant shall peaceably Y�P�;at the expiration or termination of this Lease,
P y yield up the Premises and all changes and additions therein in such order,
repair and condition. Subject to the provisions of Section 3.5, Tenant shall remove all personal
property of Tenant,and any items required to be removed by Landlord pursuant to Section 3.5 or
otherwise, repairing all damage caused by such removal and restoring the Premises and leaving
them clean and neat Any property remaining on the Premises may,at Landlord's discretion,be
removed,destroyed,sold,stored or otherwise disposed of at Tenant's cost
6.13 Occupancv and Use:Tenant shall,continuously from the Comm
use and occupy the Premises only for the Pemlitted Use,and shall not injure or deface the P�remist Date,
or
Properly,and shall not permit in the Premises any auction,sale,nuisance or the emission from the
Premises of any objectionable noise or odor,nor any use which is improper,offensive,contrary to law
or ordinances,or liable to invalidate or increase the premiums insurance or liable to render necessary any� turancc on the Building or its
co nay laws, �'8ny alteration or,addition to the Building,nor cause the violation
ordinances,building codes,rules or regulations, any order or
of any federal,state or local governmental or regulatory having permit or license,
to the Property, entity gj�sdiction over or application
aperty, including but not limited to the Board of Fire Underwriters and the Americans with
Disabilities Act and all regulations and orders promulgated to such act(collective) "Applicable
Laws");Tenant warrants that all" (collectively, Tn Tenant
or Tenant's employees, �� or alterations of the Premises made by Tenant
�p yees, agents or contractors,either prior to Tenant's occupancy of the Premises
Arts Academy of Excellence Lease July 1,2016 10
or at any time during the term of this Lease,will comply with all Applicable Laws. Tenant will
procure at its own expense all permits and licenses required for the transaction of its business
in the Premises.
6.1.4 Hazardous Mat g : Throughout the Term, Tenant shall prevent the
presence,use,generation,release,discharge,storage,disposal,or transportation of any Hazardous
Materials(as hereinafter defined)on,under,in above,to,or from the Premises other than in strict
compliance with Applicable Laws. For purposes of this provision, the term "Hazardous
Materials" will mean and refer to any wastes, materials, or other substances of any kind or
character are or become regulated as hazardous or toxic waste or substances,or which require
special handling or treatment,under any Applicable Laws.If Tenant's activities at the Premises or
Tenant's use ofthe Premises(a)results in arelease of Hazardous Materials that is not in compliance
with Applicable Laws or permits issued thereunder; (b) gives rise to any claim or requires a
response under common law or Applicable Laws or permits issued thereunder; (c) causes a
significant public health effect; or(d) creates a nuisance, then Tenant shall,at its sole cost and
expense: (i)immediately,or as soon as practicable,provide verbal notice thereof to Landlord as
well as written notice to Landlord in the mannerrequired by this Lease,which notice shall identify
the Hazardous Materials involved and the emergency procedures taken or to be taken;and (ii)
promptly take all action in response to such situation required by Applicable Laws,provided that
Tenant shall first obtain Landlord's approval ofthe rennediation plan to be undertaken.
6.1.5 Rules and Regulations:Tenant shall comply with the Rules and Regulations
set forth in Exhibit B and all other reasonable Rules and Regulations hereafter made by Landlord,
ofwhich Tenant shall have been notified,for the care and use ofthe Property.
6.1.6 Stay gpp ,r :Tenant shall keep the Premises equipped with all safety
appliances required by law or ordinance or any other regulation of any public audnrity because of
any use made by Texan and to procure all licenses and permits so required and, if requested by
Landlord,shall do any work so required because of such use, it being understood that the foregoing
provisions shall not be construed to broaden in any way Tenant's Permitted Use,
6.1.7 Assi _ and Subl g:Tenant shall not,without the prior written consent
of Landlord,assign this lease,make any sublease or permit occupancy of the Premises or any part
thereof by anyone other than Tenant,voluntarily or by operation of law (it being understood that
Landlord shall not unreasonably withhold or delay its consent herein required). Tenant shall, as
addi Tonal rent,reimburse Landlord promptly for reasonable legal and other expenses incurred by
Landlord in connection with any request by Tenant for consent to assignment or subletting.No
consent by Landlord shall affect the continuing liability of Tenant(which,following assignment,shall
be joint and several with the assignee),and no consent to any of the foregoing in a specific instance
shall operate as a waiver in any subsequent instance. Any pemitted assignee, subtenant or other
occupant must deliver a written instrument to Landlord,in form and substance reasonably satisfactory
to Landlord,by which such assignee, subtenant or other occupant agrees to be bound by and assume
all obligations of Tenant under this Lease relating m the portion of the Premises acquired by
such assignee, subtenant or other occupant.
Any attempted assignment,subleasing or other occupancy not approved by Landlord as required
Arts Academy of Excellence Lease July 1,2016 11
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by this Subsection 6.1.7 shall be void and a default under this
commercially reasonable brokerage fees and out of Lease; any n income (after
Tenant in connection with such subleasing pocket costs of leasing)which is payable to
Tenant in
by Tenant easing or assignment or occupancy,in excess of the sums due
retained by Tenant. under this Lease,shall be payable one-half to Landlord,and one-half may be
6.1.8 : Tenant shall not place a load upon the Premises
average rate of fifty(50)pounds of live load per square foot of floor exceeding move y
safe,vault or other heavy equipment in, about or out of the Premises, shall move any
at such times as Landlord shall in each instance approve. Tenant's business machines and
mechanical equipment which cause vibration or noise that may be transmitted to the Building
structure or to any other leased space in the Building shall be placed and
maintained
settings of cork,rubber,spring or other types of vibration eliminators sufficient to eliminate such
vibration or noise.
6.1.9 landlord's Q sts• In case Landlord shall, without
made party to any litigation commenced by or against fault on its pees in be
possession of the Premises y ! Tenant or by or against any parties in
possess of rent,all� or any p'� thereof claiming under Tenant, Tenant shall pay, as
by it ona'1 imposed upon costs including,without implied limitation,reasonable attorneys'fees incurred
pay all such costs and fees od with such litigation and, as additional rent;shall also
inclined Landlord for any obligations of Tenant under this Lease.
6.1.10 . g v: All the &mistily, fixtures,
property of every kind,nature and description of Tenant and of all persons claiming ng by,effects and
under Tenant which,during the continuance of this Lease or any occupancy�S�''Premises by
Tenant or anyone claiming under Tenant,may be on the Premises or elsewhere the
shall be at the sole risk and hazard of Tenant,and if the whole or Property
or damaged by fie, water or otherwise,or by leakage or bursting part thereof shall be pipes, or
other pipes,by theft or from any other cause,no part of said loss or pipes,steam pz�' or
to be borne by Landlord unless located off the Premises and damage is to be charged to or
negligence ofLandlord due to the willful act or gross
6.1.11 Hot oy :Tenant shall pay to Landlord twice the total of the Base Rent and
additional rent then applicable for each month or portion thereo
retain possession of the Premises or anypart thereof after the termination the event that Tenant ehby
lapse of time or otherwise,and shall also nation of this Lease,whether
The provisions of this Subsection pay all�'�sustained by Landlord on account thereof
provided do oshall not operate as a waiver by Landlord of any right ofre-entry
vided in this option Landlord exercised
such holding over by written notice given to Tenant while
continues. Such holding over shall,at Landlord's option,exercised by written
notice at any time during the holding over,constitute an extension of this Lease for a period of one
(1)year.
Arts Academy of Excellence Lease July 1,2016 12
A,
ARTICLE 7
CASUALTY AND TAKING
7.1 CASUALTY AND TAKING:In case during the Term all or any substantial part of
the Premises,the Building or Lot or any one or more of them,are damaged materially by fire or
any other cause, this Lease shall terminate at Landlord's election, which may be made,
notwithstanding that Landlord's entire interest may have been divested,by notice given to Tenant
within sixty(60)days after the occurrence of the event giving rise to the election to terminate,
which notice shall specify the effective date of termination which shall not be less than thirty(30)
nor more than sixty(60)clays after the date of the notice of such termination.In case during the
Term all or any substantial part of the Premises shall be taken by eminent domain, then either
Landlord or Tenant may within sixty(60)days after receipt of notice of such taking by notice in
writing to the other terminate this Lease as of the date of actual physical taking of possession under
such taking. if in any such case the Premises are rendered unfit for use and occupation and the
Lease is not so terminated,Landlord shall use due diligence to put the Premises,or,in the case of
taking,what natty remain thereof(excluding any items installed or paid for by Tenant,which Tenant
maybe required orppenniited to remove),into proper condition for use and occupation to the extent
permitted by the net award of insurance or damages and applicable laws then in effect and a just
proportion of the Base Rent and additional rent according to the nature and extent of the injury
shall be abated until the Premises or such remainder shall have been substantially such bstamtially 00� by condition, and in case of a taking which permanently reduces the area of the
Premises,a just proportion of the Base Rent and additional rent shall be abated for the remainder
of the Term and an appropriate adjustment shall be made to the amoral estimated Operating Costs.
7.2 RESERVATION QF AWARD: Landlord reserves to itself any and all rights to
receive awards made for damages to the Premises, Building or Lot and the leasehold hereby
created,or any one or more of them,accruing by reason of exercise of eminent domain.or by reason
of anything lawfully done in pursuance of public or other authority.Tenant hereby releases and
assigns to Landlord all Tenant's rights to such awards, and covenants to deliver such further
assignments and assurances thereof as Landlord may from time to time request,hereby irrevocably
designating and appointing Landlord as its attorney-in4act to execute and deliver in Tenant's name,
it being agreed and understood,however,that Landlord does not reserve to itself and Tenant does
not assign to Landlord any damages payable for(1)movable trade fixtures installed by Tenant or
anybody churning under Tenant, at its own expense, or(ii)relocation expenses recoverable by
Tenant from such authority in a separate action.
ARTICLE 8
RIGHTS OF MORTQAQ13E
8.1 PRIORITY OF LEASE:Landlord or any mortgagee of Landlord,from time to time,
shall have the option to subordinate this Lease to any mortgage or deed of trust(a"Mortgage") of
the Lot or Building, or both (the "Mortgaged Premises"), provided that the holder thereof
rMartpgee")agrees In writing to recognize the rights of Tenant under this lease and to accept Tenant
Arts Academy of Excellence Lease July 1,2016 13
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as a tenant of the Premises under the terms and conditions of this tease In the event of acquisition of
title by such holder through foreclosure proceedings or otherwise;Tenant agrees to
as Landlord in such event. The provisions of this recognize the benefit Mortgagee
successors and assigns of Tenant and of Mortgagee Section 8.i shall bind and inure to the t> of the
at any foreclosure sale or otherwise.Any such nd upon anyone purchasing the Mortgaged Premises
contain such terms,provisions and conditions as the o which this Lease shall be subordinated may
Mortgagee deems usual or customary.
8.2 LugailiaLoimmittozsuanza:Upon of the Mortgaged Premises f.any purpose other than , Mortgagee and la�§inBPal rights i
of Landlord and,during the period of such possession,the duty to M 8 shall have li
hereunder. Except during such period of possession, P Landlord's , either as
mortgagee or as holder of a collateral assignment na such holder steal! be liable, sitters as
Sament of this L ease, to perfo>nl or be liable in damages
for failure to perform, any of the obligations of Landlord, unless and until
and take Possession of the Mortgaged Premises for the such holder shall enter
Mortgage, such holder foreclosing a
entry�'the purpose of leneehoaiag a Mo purpose of g Mortgage, Upon
obligations of Landlord,subject to the shall be liable to perform all of the
foreclosure proceeding shatl be deemed of Section 33,provided theta discontinuance of any,
owner of the equity of the mortgaged conveyance ruder the provisions of Section 10.3 to the
on the Lot g�poses. In no event,however,shall the holder of a mortgage
and/or the Building under this Lease unless and until� to perfgtm or liability with respect to Landlord's
through foreclosure or otherwise, and if such such holder acquires holder does so acquire to the i Lot event all such
holder have any duty to perfinut or any liability with er�in no event or and such
circmnsaanoe or condition arising such Landlord's o any
existing, or accruing before such� o�t�or
8.3 MQ T QAt.FFa Rr ur+mt:Notwithstanding any other
contained in this Lease,if prior to � completion of provisions to the contrary
tbe�bolder of a first mortgage on the mortgaged premises enters and possession under Article
purpose of foreclosing the Mortgage,such holder may elect,by written notice 7O°Teof for
Landlord at any time within ninety (90) days after such and taking of��to Tenant and
perform Landlord's obligations under A holder 3, and in such event such older and alln,not persons
chiming under it shall be relieved of all obligations to perform and all pert'olIn said Landlord's obligations under Article 3,in which event Tenant may le hislLese
and all its obligations 1m under by written notice to Landlord and such holderfer given n within Lease
(30)days after the day on which such holder 'shall have given its notice as aforesaid.
within thirty
other charge shall be? d f3R A�mOnrigrre�rrnnr. No Rent, additional
Pal more than thirty •• the Base or any
made in violation of this y(30)days prior to the den dates thereof, and payments
Provision shall(except to the extent that such '
by a mortgagee in possession or in the process of foreclosing its mortgage)be a nullity are y actually
as a gy nst such
mortgagee, and Tenant shall be liable for the amount of such one)loo a mclity or gag e. such
assignment of this Lease and no agreement payments to such mortgagee. No
cancellation of this greement to make or accept any surrender, termination or no or otherwise change the rights to modify so as to reduce the rent,change the Term i
l� of Landlord or holder of a mortgage under this Lease,or to relieve Tenant of any obligations or liability r this Lease,
I
shall be valid,unless consented to in writing by Landlord's 'tinder this Lease,
8a8o of record,if any_
Arts Academy of Excellence Lease July 1,2016 14
1
i)
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I
83 Nclo RELEASE OR TERMINATION:No act or failure to act on the part of Landlord
which would entitle Tenant under the terms of this Lease,or by law, to be relieved of Tenant's
obligations hereunder or to terminate this Lease, shall result in a release or termination of such
obligations or a termination of this Lease unless(1)Tenant shall have first given written notice of
Landlord's act or failure to act to Landlord's Mortgagees of record, if any, specifying the act or
failure to act on the part of Landlord which could or would give basis to Tenant's rights,and(ii)
such Mortgagees, after receipt of such notice,shall have failed or refused to correct or cure the
condition complained of within a reasonable time thereafter,but nothing contained in this Section
8.5 shall be deemed to impose any obligation on any such Mortgagee to correct or cure any such
condition. "Reasonable time" as used above means and includes a reasonable time to obtain
possession of the Mortgaged Premises if the Mortgagee elects to do so and a reasonable time to
correct or cure the condition if such condition is determined to exist.
8.6 CONTINUING .OFFER: The covenants and agreements contained in this Lease
with respect to the rights, powers and benefits of a mortgagee (particularly, without limitation
thereby,the covenants and agreements contained in this Article 8)constitute a continuing offer to
any person,corporation or other entity,which by accepting or requiring an assignment of this Lease
or by entry or foreclosure assumes the obligations herein set forth with respect to such Mortgagee,
subject to the provisions of Section 8.3, such Mortgagee being hereby constituted a ply to this
Lease as an obligee hereunder
subject to the provisions of Section 8.3 to the same extent as though
its name was written hereon as such, and such Mortgagee shall be entitled to enforce such
provisions in its own name.Tenant agrees on request of Landlord to execute and deliver from time
to time any agreement which may reasonably be deemed necessary to implement the
this Article 8. provisions of
8.7 MORTGAGEE'S APPROVAL:Landlord's obligation to perform its covenants and
agreements hereunder is subject to the condition precedent that this Lease be approved by the
holder of any mortgage of which the Premises are a part and by the user of any commitment to
make a Mortgage loan which is in effect on the"date hereof Unless Landlord gives Tenant written
notice within fifteen(15)business days after the Effective Date that such holder or issuer,or both,
disapproves or has not approved this Lease, then this condition shall be deemed to have been
satisfied or waived and the provisions of this Section 8.7 shall be of no further force or effect
8.8 SUCCESSORS OF MORTGAGEE:All of the rights and privileges of the holders
of mortgages on the Lot and/or Building set forth in this Article 8 shall inure to the benefit of any
such holders and their respective successors and assigns, including without limitation where
applicable any purchases at foreclosure and other parties claiming title by,through or under any
such holders. Where reference is made herein to foreclosure; the same rights and privileges
for any such holder shall arise and the same results shall obtain if such holder instead acquires title
through deed in lieu of foreclosure or otherwise.
ARTICL
E 9
DEFAIJL
Arts Academy of Excellence Lease July 1,2016 15
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T
9.1 ,,,m9..Firgzik=The
to be an event ofdefauit under this Lease:if any occurrence t by of the following shall be deemed
of Base Rent or any addiiaona]rem,for more Y errant continues e&er�ace,in case
than thirty(30) days and sacb. than ten(10)days, or in any other case for mom
default(if the default is of nature that�' if any, as is reasonabI necessary but cannot reasonably Y Y to the
(30)days,Tenant has the obligation to commence to cure the default within thirty be c3 )d y s land
thereafter diligently and copy p ecutes such cure to c etion Tenant 3 bed'any
GeGuarantor makes any assignment for the benefit of creditors,commits any completion), or any or
petition under any baulk y m.insolvency law, or if such a act of filed a ai st
Tenant or any Guarantor and is not dismissed within petition receiver is filed against
officer becomes entitled to Tenant's leasehold forty-five it is notr,or ifs receiver Tenant within i forty-Eve(45)days,or if such leasehold is ����it is not returned to Tenant win
action against Tenant. In the event of any taken on execution or other process of law in any
prejudice to any other rights which it has Y default under this Lease by Tenant, t�without
shall have the following rights pursuant to this Lease or at law or in equity,Landlord
g ghts and remedies,which are connive and not alternative.
9.1.1 Landlord may cancel this Lease by notice to Tenant and retake possession
of the Premises for Landlord's account,or Landlord may terminate Tenant's right of
of the Premises.Tenant shall then quit and surrender the 8h possession
under all of the provisions of this Lease shall continue the nding Landlord.Te'apot's ion and
surrender,or any res,entry,.repossession,or disposition any expiration and
permissible,payment of all Rent and other charges ' to the extant legally
had such cancellation or �until the�this Lease would have expired
termination not occurred. If Landlord so elects, Rent shalt be
accelerated and Tenant shall pay Landlord
would have been due for the remainder of thus in the amount of any and all sums which
below. subject to the provisions of Section 9.1.5
any Property of Tenant 9.1.2 Landltlord may enter the Premises as agent of Tenant to take possession of
a yo sell or otherwise dispose to store such property at the expense and risk of Tenant
or toe ell and at the property Ln such as Landlord may see fit without
suece expense and risk of; Tenant. Re-entry and removal may be effectuated by
any dispossess proceeding by any suitable action or
shall not be liable in any way in connection with its actions proceeding, or otherwise.onto Landlord,extent
that its actions are in accordance with.�licable Laws. pursuant to this section, to the extant
9.1.3 Landlord may relet all or
unexpired portion of the Term of this any P of the Premises far all or any part of the
then at[niiaabley grant any cone Lease or for any longer period, and may accept any rent
alterations, and decorations any for essions of rent, and agree to paint or make any special repairs,
discretion. any new Tenant as it may deem advisable in its sole and absolute
ord shell be under no obligation to relet or to attempt to relet the Premises.
9.1.4 Landlord may remedy or attempt to remedy any
this Lease for the account of Tenant and may enter Y for such po Tenant under
of Landlord's intention to perform such covenants upon van for such purposes. x ressly
Arts Academy of Excellence lease July 1,2016 16 given to Tenant unless expressly
t °0
required by this Lease.Landlord shall not be liable to Tenant for any loss or damage caused by
acts of Landlord in remedying or attempting to remedy such default and Tenant shall pay to
Landlord all expenses incurred by Landlord in connection with remedying or attempting to remedy
such default.Any expenses incurred by Landlord shall accrue interest at the highest rate permitted
by law from the date ofpayment by Landlord until repaid by Tenant.
9.1.5 In calculating the amounts to be paid by Tenant to Landlord pursuant to this
Section 9,Tenant shall be credited with the net proceeds of any rents obtained by Landlord by
reletting the Premises,after deducting all Landlord's expenses in corn lection with such reletting,
including, without limitation, all repossession costs, brokerage commissions, and fees for legal
services.It is agreed by Tenant that Landlord may(i)relet the Premises or any part or part thereof
of a term or terms which may, at Landlord's option, be equal to or less than or greater than the
period which would otherwise have constituted the balance of the Term and may grant such
concessions and free rent as Landlord, in its sole judgment, considers advisable or necessary to
relet the same,and(ii)make such alterations,repairs and decorations in the Premises as Landlord,
in its sole judgment,considers advisable or necessary to relet the same,and no action of Landlord
in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate
or be construed to release orreduce Tenant's liability as aforesaid.
9.1.6 So tang as at least twelve(12)months of the Term remain unexpired at the
time of such termination of this Lease or of Tenant's right of possession, in lieu of any other
damages or indemnity and in lieu of full recovery by Landlord of all sums payable under all the
foregoing provisions of this Section 9.1,Landlord may by written notice to Tenant,at any time
after this Lease is terminated under any of the provisions contained in this Section 9.1 or as
otherwise terminated for breach of any obligation of Tenant and before such full recovery,elect to
recover and Tenant shall thereupon pay,as liquidated damages an amount equal to the aggregate
of the Base Rent and additional rent accrued in the twelve(12)months ended next prior to such
termination,plus the amount of Base Rent and additional rent of any kind accrued and unpaid at
the time of to nlinatiom and less the amount of any recovery by Landlord under the foregoing
provisions ofthis Section 9.1 up to the time of payment of such liquidated damages.
9.1.7 Nothing contained in this Lease shalt,however,limit or prejudice the right of
Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the
termination of this Lease,an amount equal to the maximum allowed by any statute or rule of law in
effect at the time when,and governing the proceedings in which, the damages are to be proved,
whether or not the amount be greater,equal to or less than the amount of the loss or damages referred
to above.
Arts Academy of Excellence Lease July 1,2016 17
46Sr'
9.2 QQTS: Tenant shall pay to Landlord on demand attorneys,fees and costs at all tribunal levels, rredd by ants incurred in enforcing rc ng anyro,
the obligations of Tenant under this Lease. In � incurred by Landlord in enforcirrg any of
also be liable to addition,upon any default by Tenant,Tenant shall
Promises,r Landlord for the expenses to which Landlord may be put in
brokerage f le� Premises(including attorneys'fees and disbursements,
fees,in so doing),and any other expenses reasonably incurred by Landlord fees,
93 Wes:No delay or omission by or impair the same or y Landlord exercising a right or remedy aline.))
constitute a waiver of or acquiescence to,a default.
ARTICLE I0
ICLLANEQJ
10.1 TERPR n TION:The titles of the Articles and Sections are for convenience and
are not to be conaideJ in constnjjng this Ise.Whenever
singular shall include the plural and the required by flee context of tteis Lease,the
plural shall include the singular.The masculine,fen mine and
neuter genders shall each include the other.In any provision
of Tenant the term 'Tenant" shall include Tenant's agents,ag to the conduct,acts coor ntractors,omissions
successors or others using the Premises, [ens, expressed invitees,lid
permission-
10.2 Bm Building or Property with Tenant's expressed or implied
OT�:An y notice,approval,
consent,request,or election to
be given or made pursuant to this Lease shall be requited°!permitted or at
such other address as may have been addressed,if Landlord,at Landlord's address or at
such other r Tenant's specified by poor'notice to Tenant, and if to Tenant, at the
or at such other place as may have been specified by prior notice to
Landlord.Any communication so addressed shall be deemed duly served if personally delivered or
sent by nationally recognized overnight delivetyserViCe.
10.3 BARD'S wxrry CER AII�T p
run with the land,and this Lease shall be S:The obligations of this Lease shall
and their respective n and assignees, upon�inure to the benefit of the parties hereto
and their
owner of the >�s, except that the Landlord named herein and each
shall be liable only for the obligations accruing during the period
of its ownership. Neither. the Landlord named herein nor any successive owner of the Premises,
whether an individual,trust,a corporation or otherwise shall have any Lease beyond their equity interest in the Premises,and Tenant agrees that it shall liability 1 l k solely to such interest then-owned by Landlord for collection of any 3rme thar a shall look dicial to such
requiring the payment of money. Whenever the Premises aro�d or other judicial trustees, the
obligations of Landlord by trustee upon any tr s, the
shall be binding upon Landlord's trust estate, but not u
beneficiary or shareholder of the trust individual) p0e or interest e ust is
relieved of all liability with respect individually.Any Landlord who transfers its title or interest is
relieved
on a after all date of transfer,spect to the obligations of Landlord under this Lease to be performed
provided that such transfer is not for the primary purpose of avoiding
such obligations.However,each Landlord shall deliver to its transferee all funds by
Tenant if such funds have not yet been applied previously paid not
be in default under� PIs under the tel 111s of this Lease. Laadlond shall trot
bails to cure or diligently e ths Lease unless Landlord (or such ground lessor,pursue a cure of such no 'mortgagee or beneficiary)
receipt
�(
nonperfonnance within thirty(30)days after receipt
•
Arts Academy of Excellence Lease July 1,2016 18
4,00-.'
� j
of Tenant's written notice or such longer time as is reasonably necessary,provided that such
cure is commenced within such thirty (30) day period and thereafter pursued with reasonable
diligence.
10.4 NO SURREN a:The delivery of keys to any employee of Landlord or to Landlord's
agent or any employee thereof shall not operate as a termination of this Lease or a surrender of the
Premises.
10.5 NO WAIVER; The failure of Landlord or of Tenant to seek redress for violation ot;
or to insist upon the sesict performance of,any covenant or condition ofthis Lease shall not be deemed
a waiver of such violation nor prevent a subsequent act which would have originally constituted a
violation,from having all the force and effect of an original violat ion,nor shall the failure of Landlord
to enforce any Rules and Regulations against Tenant or any other tenant in the Building be
deemed a waiver of any such Rules and Regulations. The receipt by Landlord of Base Rent or
additional rent with knowledge of the breach of any covenant of this Lease shall not be deemed a
waiver of such breach by Landlord,unless such waiver be in writing signed by Landlord No consent
or waiver, express or implied,by Landlord or Tenant to or of any breach of any agreement or duty
• shall be construed as a waiver or consent to or of any other breach of the same or any other
agreement or duty.
10.6 CORD AND SATISFACTION:No acceptance by Landlord of a lesser sum
than the Base Rent and additional rent then due shall be deemed to be other than on account of
the earlier installment of such rent due,nor shall any endorsement or statement on any check or
letter accompanying any check or payment as rent be deemed as accord and satisfaction and Landlord
may accept such check or payment without prejudice to Landlord's right to recover the balance of
such installment or pursue any other remedy in this Lease provided. All waivers must be in writing
and signed by the waiving party. Landlord's failure to enforce any provision of this Lease or its
acceptance of Rent shall not be a waiver and shall not prevent Landlord from enforcing that
provision or any other provision of this Lease in the future.
10.7 CUMULATIVE REMEDIES: The specific remedies to which Landlord may resort
under the teens of this Lease are cumulative and are not intended to be exclusive of any other
remedies or means of redress to which it may be lawfully entitled in case of any breach or threatened
breach by Tenant of any provisions of this Lease. In addition to the other remedies provided in this
Lease, Landlord shall be entitled to the restraint by injunction of the violation or attempted or
threatened violation of any of the covenants, conditions or provisions of this Lease or to a decree
compelling specific performance of any such covenant, conditions or provisions.
10.8 PARTIAL INVALIDITY:If any term of this Lease, or the application thereof to
any person or circumstances shall to any extent be invalid or unenforceable,the remainder of this
Lease,or the application of such term to persons or circumstances other than those as to which it
is invalid or unenforceable, shall not be affected thereby,and each term of this Lease shall be
valid and enforceable to the fullest extent permitted by law.
Arts Academy of Excellence Lease July 1,2016 19
N �
10.9 LANDLORD'S u Tf:U�r T
performance of L obligation O : If Tenant shall at any time default in the
Batton under this Lease,Landlord shall have the right,but not the obligation,
to enter upon the Premises and to perform such obligation,notwithstanding the fact that no
provision for such substituted performance by Landlord is made in this Lease with specific
default. In performing such obligation,Landlord may respect f ro any
other act.All sums so paid by Landlord y make any payment of money or perform any
of the act. prime rate so
of interest d by (together with interest at the rate of 4%per annum in excess
costs and expenses in connection witbd by Bank af,Amorica,NA);and all necessary incidental
to be additional rent under this Lease l�ornsaace of any such act by Landlord,shall be deemed
and shall be payable to Landlord immediately upon demand.
Landlord may exercise the foregoing rights without waiving any other of its rights or releasing Tenant
from any of its obligations under this Lease.
10.10 ESTOPPEL L rrR
rT
time to time thereafter not less : Tenant agrees on the Commencement Date,and from
fifteen(15) days prior written request by Landlord, to
execute, acknowledge and deliver to Landlord a written statement in form
certifying that this Lease is unmodified and in full force and a requested by Landlord,
offsets our counterclaims against its obligations to ; that Tenant ona no defenses,ao
perform its other covenants under this Lease; pay the Base Rent and additional rent and to
under this Lease(or,if there have been �'tknt there are no�defaults of Landlord or Tenant
modifications, that this Lease is in full force and effect
as modified and stating the modifications and, if there are any defenses,
defaults,setting them forth in reasonable detail),and the dates to which the Ba counterclaims diti n or
and other charges have been paid.Any such statement delivered Rent;additional rent
be relied upon by any prospective purchaser or mortgagee of the r o Property or to this Section I0.10 see
any such mortgagee. Propcxty or aayproapective assignee
10.11 FORC_ MA TES:In any case where either
(other than the payment of rent or other party hereto is required to do any act
civil commotion, fire,flood, outer monies hereunder),delays caused by or resulting from war,
civil ommotio flood, casualty, labor difficulties, shortages or other unavailability of
weather,Act of God or ether or utility services, governmental regulations,unusually severe
pay money),,Act
shat!not be th causes beyond such party's reasonable control (but not the inability to
pay uch time counted in determining the time during which such act must be gyp!
shall be deemed extended by such delay. In no event, however, shall the �
excuse the late payment of rent or any other monies due hereunder nor extend the time therefor.foregoing
10.12 WAIVER OF TRIAL BY JURY AND COUNTERCLAIMS;
LANDLORD AND TENANT EACH HEREBY WAIVE TRIAL RY IN MEllL4TION:ANY PROCEEDING OR COUNTERCLAIM BROUGHT'BY EITHER OF THE PARTIES AHEERRETO
AGAINST THE OTHER ON ANY MATTER WHATSOEVER ARISING OUT OF OR IN ANY
WAY CONNECTED WITH TM LEASE.TENANT FURTHER AGREES THAT IT SHALL NOT
INTERPOSE ANY COUNTERCLAIM OR COUNTERCLAIM
COUNTERCLAIMS)IN ANY SUMMARY PROCEEDING OR IN (EXCEPT COMPULSORY
NONPAYMENT OF RENT OR.ANY OTHER PAYMENT ANY ACTION BASED UPON
THIS LEASE. UPON LANDLORD'S REQUIRED BY TENANT UNDER
MEDIATION LEASE.
OF A DISPUTE BET REQUEST, TENANT SHALL, PARTICIPATE IN
MEDIATOR SHALL BE BORNE EQUALLY BY LANDLORD�TENANT.
COST OF A
Arts Academy of Excellence Lease July 1,2016 20
10.13 RADON GAS NOTICE:Radon is a naturally occurring radioactive gas that,when is
has accumulated in a building in sufficient quantities, may present health risks to persons who are
exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in
buildings in Florida. Additional information regarding radon and radon testing may be obtained from
your county public health unit.
10.14 ATTORNEYS'FEES:Wherever provision is made in this Lease for attorneys'fees,
such inn shall be deemed to include accountants' and attorneys'(including paralegals'and similar
persons) fees and costs, whetter or not litigation is commenced, including those for appellate,
bankruptcy,probate,arbitration,mediation and collections proceedings.
10.15 LANDLORD'S ACCESS:Landlord shall be entitled at all reasonable times and upon
reasonable notice(but no notice is required in emergencies)to enter the Premises to examine them
and to make such repairs, alterations,or improvements thereto as Landlord considers necessary or
reasonably desirable.Tenant shall not unduly obstruct any pipes,conduits,or mechanical or other
electrical equipment so as to prevent reasonable access thereto. Landlord shall exercise its rights
under this section, to the extent possible ht the circumstances,in such manner so as to minimize
interference with Tenant's use and enjoyment of the Premises.s..Landlord and its agents have the right
to enter the Premises at all reasonable times and upon reasonable notice to show them to prospective
purchasers,lenders,or anyone having a prospective interest in the Building,and,during the last six
months of the Term or any renewal thercoZ to show them to prospective tenants.Landlord may place
customary"For Sale"or"For Lease"signs on the Premises,Building or Property as Landlord deems
necessary.
10.16 LANDLORD'S LIEN:Landlord shall have,and Tenant grants to Landlord,a security
interest in any 1lunishings, equipment, fixtures, inventory, accounts receivable,licenses and other
personal property of any kind belonging to Tenant, or the equity of Tenant in such items, on the
Premises or elsewhere.Such security interest is granted for the purposes of securing the payment of
Rent and other charges,assessments,penalties,and damages required under this Lease to be paid by
Tenant,and of securing the performance of all other obligations of Tenant under this Lease. The
provision fora landlord's lien as described in this Section shall be in addition to,and not in substitution
for,any landlord's lien and similar remedies otherwise provided by statutory or common law.Upon
Tenant's default or breach of any terms and conditions of this Lease,Landlord shall have all remedies
available under applicable law,including,without limitation,the right to take possession of any or all
of Tenant's property and dispose of them by public or private sale in a commercially reasonable
manner,or if determined by Landlord in its discretion,to store or to dispose of them without sale.
10.16.1 Landlord shall also have the to
n of such farm right relinquish possession of all or any
portion tune,fixtures,equipment and other property of Tenant to any person("Claimant")
claiming to be entitled to possession thereof who presents to Landlord a copy of
•
Arts Academy of Excellence Lease July 1,2016 21
any instmments represented to Landlord by Claimant to have been executed by Tenant (or
predecessor of Tenant)granting Claimant the right �n
of such furniture, ,equipment or other � �� �� circumstances to take possession
to inquire into the authenticity �,°�', without the necessity on the part ofh:andiord
�henticity of said instruments copy of Tenant's or Tenant's predecessor's signature
thereon and without e�ssm,of Landlord making any nature of investigation or
validity of the legal basis upon which Claimant inquiry agrees the
indemnify rd's hold Landlor hatmless from
all cost, purports damage and liability incident
or other property to Claimant snYportioa ofsuch furniture, equipment
10.16.2 To the extent,if any,that this Lease grants Landlord any lien or lien
rights greater than provided by the laws of the State of Florida
Lease is intended as and constitutes a security pining to landlord's liens,this
Lease is i t Code as ty ageement within the meaning of the Uniform
enacted in Florida (the "Uniform Commercial Code"). Landlord, in
addition to the rights prescribed in this Lease,shall have a Security Interest as that
under the Uniform Commercial Code,in the items referred to in this 10.16 t o is secure the
payment to Landlord of the various amounts Section t agrees to secure the
execute and deli to Provided for in this Lease.Tenant agrees to and shall
ay.from time v r Landlord such financing statements and such further assurances as
may, time,consider necessary Landlord
all additions,substitutions, replacements, �create,perfect,and the lien described and
all d other disposition � and accessions thereto,and all proceeds of its or their
sposition (under the Uniform Conunercial Code, other statutory provisions, or
otherwise). Landlord, at the expense of Tenant, may cause such
assurances to be recorded and re-recorded,flied and re-filed,and renewed or financing continued, such
times and places as may be required or permitted by law to create, mewed preserve such ht such
In the event Tenant fails to promptly execute and return to Landlord and Preserve such f ens.
and other instruments as Landlord may requite to create, such financing statements
and does hereby designate Landlord to act as Tenant's preserve,and perfect its lien, purpose shall of
executing such financing statements and other ' �°�for the sole and limited purpose of
pursuant to this Lease shall be effective and binding����and any such execution by Landlord
by Tenant Tenant's designation of Landlord as upon Tenant as though executed originally
until this Lease is terminated. agent hereunder shall not be subject to revocation
10.17 SEQ2Lizt
Landlord a cash Security Upon the execution of this Lease,Tenant shall
ity Deposit in the amount, if any,shown in Article 1. The deposit with
represents security for the faithful performance and observance Security Deposit
and covenant of this Lease. Landlord may apply all or by Tenant of each and every term
rent or other charges due from Tenant or to cure pas y other part of the Security Deposit to any unpaid
not constitute liquidated damages. If Landlord uses default of Tenant,The Security Deposit shall
restore the Security Deposit to its full amount within any part of the er Landlord's Deposit,Tenant shall
Tenant's failure to do so shall be a default under this Lease.No interest shall be paid on request.
Deposit.Landlord shall not be required to keep the Security Deposit paid of the Security
and no trust relationship is created with respect to the Security poep separate from its other accounts
Deposit which shall not have been applied as provided in this Lease, or shall not be the Security
repair the Premises after Tenant vacates this required to
Arts Academy of Excellence Lease July 1,2016 22
Lease,shall be returned to Tenant after the final calculation and payment of the Tax Excess and the
Operating Cost Excess for the last calendar year ofthe Tenn.
10.18 INCORPORATION OF PRIOR AGREEMENTS; MODIFICATION:This
Lease is the only agreement between the parties pertaining to this Lease of the Premises,Building
or Property and no ether agreements either oral or otherwise are effective unless embodied herein.
All amendments to this Lease shall be in writing and signed by all parties. Any other attempted
amendment shall be void.
10.19 JOIN, TAN SEVERar_r.IABrr may:All parties signing this Lease as Tenant shall be
jointly and severally liable for all obligations of Tenant.
I0.20 E CECUTit7 E:Submission or preparation of this Lease by Landlord shall
not constitute an offer by Landlord or option for the Premises, and this Lease shall constitute an
offer,acceptance or contract only as expressly specified by the terms of this Section
10.20.In the event that Tenant executes this Lease first,such action shall constitute an offer to
Landlord,which may be accepted by Landlord by executing this Lease,and once this Lease is so
executed by Landlord, such offer may not be revoked by Tenant and this Lease shall become a
binding contract.In the event that Landlord executes this Lease first,such action shall constitute
an offer to Tenant, which may be accepted by Tenant only by delivery to Landlord of a fully
executed copy of this Lease, together with a fully executed copy of any and all guaranty
agreements and addendunis and moneys to be delivered at time of execution,provided that in the
event that any party other than Landlord makes any material or minor alteration of any nature
whatsoever to any of said documents, then such action shall merely constitute a counteroffer,
which Landlord, may, at Landlord's election, accept or reject. Notwithstanding that the
Commencement Date may occur and the Term may commence after the elate of execution ofthis
Lease,upon delivery and acceptance of this Lease in accordance with the terms of this Lease,this
Lease shall be filly effective,and in full force and effect and valid and binding against the parties
in accordance with,but on and subject to,the terms and conditions of this Lease.
10.21 AL ft)RJ>y:As a material inducement to Landlord to enter into this Lease;Tenant
(and,individually,each party executing this Lease on behalf of Tenant),represents and wan-ants to Landlord that
�' that Isndloni rely
10.21.1 Tenant and the party executing on behalf of Tenant are filly and properly
authorized to execute and enter into this Lease on behalf of Tenant and to deliver this Lease to
Landlord;
10.21.2 This ,Lease constitutes a valid and binding obligation of Tenant,
enforceable against Tenant in accordance with the terms of this Lease;
Arts Academy of Excellence Lease July 1,2016 23
J/
10.21.3 Tenant is duly organized, validly existing and in good
under the laws of the state of Tenant's organization and has full g star into
this Lease, to perform Tenant obligations under this Lease in accordance with them enter this
Lease,and to transact business;in the state inwhich the Premises are located;and tetras of this
10.21.4 The execution of this Lease by the individual or individuals
executing this Lease on behalf of Tenant,and the perfo lance
under this Lease,have been duly authorized and by Tenant of rate or obligation
partnership
action,as the case may be,and the execution, approved by all��corporate yr partnership
not in conflict with Tenant's bylaws or articles of incorporation�pie of this Lease by Tenant is
partnership (if a partnership), and other charters, (if a corporation),regulations s governing
g of
Tenant's business as any of the foregoing �' agreements, rules or regulations goveniing
wing may have been supplemented ar amended in anymanner.
I0.22 FLORIDA I : This Lease shall be by
Florida governed the laws of the State of
10.23 -imi: This Lease may be executed of which shall be deemed an original y ecd in more than one copy, each
of itself and and any of which shall be deemed to be complete
the other counterpart evidence d1 used for any purpose without the production of
10.24 TIi1 Ig Q T ESSExrrr: Time is of the
provisions contained herein. essence of this Lease and all
10.25 AMTI OF P SPECffICATT
by or on behalf of i of Ng:Neither review nor approval
alterations or any Tenant's plans nor any plans and specifications for any Tenant
any other work shall constitute a representation or w y
Landlords beneficiaries,the managing agent of the by Landlord, any of
agents,partners or employees that such-pia and or Property or any of their respective
for their intended purpose, or(ii) comply with Applicable Laws,t�being are expressly or agreed
Tenant that neither Landlord,nor any of Landlord's beneficiaries,nor sne a agent oil he
Building or Property nor any of their respective agents, partners or managing of the
responsibility or liability whatsoever to Tenant or to any other assume any
completeness,suitability or compliance. pesBOn or entity for such
10.26 $yeLATIONSH>l': �f
Landlord and Tenant disclaim any intention to create a joint
venture,partnership oragencyrelationship•
Arts Academy of Excellence Lease July 1,2016 24
e°16 arZ6
10.28 jtIDERS AND EXHIBITS:All Riders and Exhibits attached to this Lease and all
Addendunrs attached to this Lease and executed by both Landlord and Tenant shall be deemed to
be apart of and are hereby incorporated in this instrument.
10.29 LS TRViV, a: Tenaot's ongoing or =fulfilled obligations shall survive the
termination of this Lease, including but not limited to payment of additional rent adjustments
which maybe calculated and billed after the termination of the Lease.
ARTICLE 11
INSURANCE AND INDEMNITY
11.1 TENANTS INSUR.ANE:Tenant shall throughout the term (and any other period
when Tenant is in possession of the Premises)carry and maintain,at its sole cost and expense,the
following types of insurance,which shall provide coverage on an occurrence basis,with respect to
the Premises,in the amounts specified and in the form hereinafter provided for:
11.1.1 Catdamercial General Liaiilit�y ran Commercial general liability
insurance with a combined single limit of not less than$1,000,000.00 per occurrence (General
Aggregate-$2,000,000;Products Aggregate-$2,000,000)for bodily injury and propertydamage
insuring against legal liability of the insured with respect to said Premises or arising out of the
maintenance, use or occupancy thereof Said insurance shall include, but not be limited to,
independent contractor liability,products and completed operations coverage,and the Broad Form
Commercial General Liability Endorsement, including personal injury and advertising liability,
contractual liability and premises medical payments.
11.1.2 Umbrella Liability Insurance. Tenant shall also carry and maintain
commercial umbrella liability insurance with a limit of not lei that$2,000,000.00 per occurrence.
11.13 Property Insurance."Special Risk"property insurance including plate glass
coverage on a replacement cost basis,with coverage equal to not less than one hundred percent
(100%)of the full replacement value of all personal property,decorations,trade fixtures,
furnishings,equipment,alterations,leasehold improvements and betterments made by Tenant,and
all other contents located or placedtherein.
Arts Academy of Excellence Lease July 1,2016 25
11.1.4 griser�i_samoa148trnn ar,it
Compensation Ins covering 1`�Invwna+
the Insurance ca all employees of Tenant,as n where
Premises are located and Employees' required t to the laws of the State where
$100,000 each employee, $100,000 each Liability coverage subject to a limit of no less than
accident, and $1,0(10,000 policy limit.
11.1.5 oPI, icv hen. All policies referred to above shall:
underwriters licensed to do business in Florida and a"Best (t) be taken name out with
or its srtccessots,as additional insured;(iii)be tuna. Rating"of or "A+" (u�
and not as excess to any other insurance available Landlord with,and apply Landlord;primary
contain an uaderlakm8 by the insurers to notify Landlord tnld other additional i of eJ by certified
(iv)d
mail not less than thirty(30)clays prior to any material Y other do ili♦oaaJ insured by cer df(v)
provide that a defense against the primary insured or termination;pa me (v)
additional insureds.Binding serif not be a defense against payment to the
ng fides of insurance with required by
a mortgagee, copies of such insurance policies certified can authorized attached or, if
as being complete and�,� shall� by an authorizexi offieex of Tenant's insurer
fails to take out or and
keep in delivered to Landlord promptly request. If a)Tenant
fails o to not be any insurance referred to in this Section 11,or should any such
and eoc note approved by either Landlord or any m and b) Tenant does not commence
anddlcon it Tenant diligently ewe such default within ' (4S)hours after written notice by specifying the nature of such default,then Landiani has the right y
any obligation in connection therewith,to a such stet witTena Tenant and assuming l
outlays by Landlord shall be insurance at the sole cost of Terrraout and all
outlays of ndlo d hall b this� by Tenant to Landlord without pie to any other or
which may be;puohtbited by any�m. Tenant shaft not keep or use in the Premises any article
the Premises or the Building. insurance policy in force firm time to time covering
11.2 F
including, fivm and against an and :Ted hereby s, �,defend'without limitation,all Y � liability loss, or damage,
CoQ expenses, court costs and reasonable attorneys'fees,imposed
on Landlord by any person whomsoever, that occurs (i)in
injury or damage that is caused by or results {) the Premises, except for any such loss,
its gross
Landlord, is employees or agents;or(ii)in the anywhere on or wilfol Property and of
caused by or results from the misconduct of�Y�'a an the Pity a�that is
negligence or willful misc
actors.The commercial liability insurance that Tenant is required to its emp ees' agents or eery 11.1 of this Lease shall include coverage of the fate . to hereby
indemnifies Tenant from, and agrees to hold Tenant �' Landlord
any loss, injury or damage, including, without limitation, all against any and all liability for
costs, expenses, court costs and reasonable attorneys'
whomsoever,that occurs in the Building or fees, that Tenant by any results
from the gross negligence or willful anywhere on the Propeliy and that is caused or
The provisions of this misconduct of Landlord or its employees or results
Paragraph shall survive the expiration or any termination of this Lease.
11.3 themselves Earals D wAnT,R OF cTTUrtnrem c, ., S:
v v parties hereto,for
of s claim, cog through or under them, hereby release and waive
laim, action or cause of action, against each other, their respective and rights
respective agents,
Arts Academy of Excellence Lease July 1,2016 26
1 ''
directors,officers and employees, for any toss or damage that may occur to the Premises or the
Building, and to all property, whether real, personal or mixed, located in the Premises or the
Building,by reason of any cruse against which the releasing party is actually insured or,regardless
of the releasing party's actual insurance coverage,against which the releasing party is required to
be insured pursuant to the provisions of this Lease.This release and waiver shall apply regardless
of the cause or origin of the loss or damage, including negligence of the parties hereto, their
respective agents and employees.Each party agrees to provide the other with reasonable evidence
of its insurance carrier's consent to such waiver of subrogation.This Section 11.3 supersedes any
provision to the contrary which may be contained in this Lease.
ARTICLE 12
ACORN CLAUSE
12.1 ASSOCIATION OF COMMUNITY ORGANIZATIONS FOR REFORM NOW
(ACORN) FUNDING RESTRICTIONS ASSt I
C�¢bt!d.**NW that*win con*
with the >l .P*1104100 Atotal and its path d
'` - ._ t qr � 4:840401-t 51I (I►h. L ,fl 11" aid asset
>5 - ' . .anoffa wta+aedala da ed in t ownedtnd Al 0 ,t ta_
35*t
EXECUTED as a sealed instrument as of the day and year first above written
,,,;f'.fj LANDLORD: ] OF
: - , Bx David
1'l.r. t___p,', City lisease.,City ofOpa-Loc at i .02>,14,
Witnesses: TENANT:Arts'''Academy of Excellence
-V" 41 e ' 41**441—'1' it/1/14
By: rx £ ti
rrs: CMk i isga4 4 virecipgr
Arts Academy of Excellence Lease July 1,2016 27
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WAWA
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Arts Academy of Excellence Lease July 1,2016 2$ j
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i
FZUBILH
RULES AND REGULATIONS
I. The enhance,lobbies,passages,corridors,elevators,and stairways shall not be encumbered
or obstructed by Tenant,Tenant's agents,servants,employees,licensees,and visitors,nor be
used by them for any purpose other than for ingress and egress to and from the Premises.
The moving in or out of all safes,freight, furniture or bulky matter of any description must
talcs Place during the hours which Landlord may determine from time to time.I8*utlord
reserves the right to inspect all freight and bulky matter to be brought into the Building and
exclude from the Building all freight and bulky matter which violates any of these Rules
and Regulations or the Lease of which these Rules and Regulations are a part.
2. No curtains,blinds,shades,screens,or signs other than those furnished by Landlord shall
be attached to,hung in, or used in connection with any window or door of the Premises
without the prior written consent of the Landlord.Said consent shall not be unreasonably
withheld and shall be consistent with other establishments of similar nature.
3. No additional locks or bolts of any kind shall be placed upon any of the doors or windows
by Tenant, nor shall any changes be made in existing locks or the mechanism thereof
without the prior written consent of the Landlord.Tenant must,upon the termination of its
tenancy,restore to Landlord all keys of offices and toilet rooms either furnished to or
otherwise procured by Tenant;and in the event of the loss of any keys so furnished,Tenant
shall pay to Landlord the cost thereof.
4. Canvassing soliciting and peddling in the Building or on the Lot are prohibited,and Tenant
shall cooperate toptovent same.
5. Tenant may request heating and/or air conditioning during other periods in addition to normal
hours by submitting its request in writing to the Building Manager's office no later
than 2:00 P.M.of thepreceding workday (Monday though Friday) on forms available from
the Building Manager.The request shalt clearly state the start and stop hours of the "off-
hour" service. Tenant shall submit to the Building Manager a list of personnel-who are
authorized to make such requests.Charges are to be determined by the Building Manager on
the additional hours of operation, as shall be fair and reasonable and reflect the additional
operating costs involved.
6. Tenant shall comply,with all security measures from time to time established by Landlord
for the Building.
7. Tenant shall have the right to install within the Premises, at its sole expense, such a sign or
signs as may be reasonable and appropriate under the circumstances. All such signs shall be
located within the glass line of the Building and in accordance with all applicable zoning codes,
building codes and related rules, regulations and ordinances. Tenant shall
Arts Academy of Excellence lease July 1,2016 29
obtain and pay
L�ndlord a ���permits and licenses. hereto,Tenant shall
submit to graphic and written description a condition hereto
instailatioa for Landlord's srcription of each proposed sign prior to its
unreasonably withheld ordelayed approval. Landlord's approval of any sign will not be
8. Tenant shall have reasonable access to the elevators within furniture to the Premises; ►the Building for the purpose of
with normal and usual use of the elevators other use shall not be permitted to interfere
be responsible for any damage by tenants and their visitors,Tenant shall
connection y dama done to the elevators or other arras of the Building in
with the transportation of said products and shall promptly repair any damage
9. All garbage and refuse shall be
and shall be placid outside the deposited in the kind of container specified by Landlord,
Premises prepared for collection in the manner and at the
times and places specified by Landlord and in
regulations If landlord shall provide or accordance with all governmental
garbage,Tenant shall use designate a service for picking up refuse and
same at Tenant's cost.
10. No radio or television aerial or other similar
in each instance Landlord's e in device shall be installed without first obtaining
Building or any exterior walls of the writing.No aerial shall be erected on the roofof the
the written consent of Landlord.Any or on the grounds,without in each instance,
may by y aerial so installed without Landlord's written consent
y Landlord at any time and Landlord shall not be liable to Tenant for
such removal including any damage to property caused
during t6erernoval.
11. Tenant and its employees shall park their cars in those portions of the parting areas
designated bylandlord.
I2. The plumbing facilities shall not be used for
constructed,and no foreign any other purpose than that for which they are
sonny hues gn substance of any kind shall be thrown therein,and the expenses
,stoppage,or damage resulting from a violation of this
borne by Tenant,who shall,or whose employees,agents or invitees shall provisions d atI be
have caused same.
Arts Academy of Excellence Lease July 1,2016 30
1
SCHEIN/4R 3.
WORK LETTER
The Premises shalt be delivered in Building standard base shell condition.
As Academy of Ezcellenee Lease July 1,2016 31